The episode begins at Eggman's Lair, with Eggman deciding to take a page out of Sonic's book and prepare for vacation at the Villain Retreat for a week, as Eggman recites his motto to Orbot; Always be prepared. Eggman also states that while he is gone, he does not want things to be too easy, so he reprogrammed his Bee Bots (again) to automatically attack Sonic and company on sight. Eggman then leaves for his vacation.
As Sonic runs in the canyon, a Bee Bot immediately homes in on Sonic without warning, and Sonic is completely outnumbered, so he informs his team for help, but they are in the middle of Bee Bot attacks as well. Tails can't get any work done on his transporter (which will come in handy later on in the episode) and Knuckles cannot work out. Sonic decides to get his ass over to Eggman's lair.
But upon arriving, Sonic and company only find Orbot and Cubot. They find out that Eggman is on vacation. Meanwhile, Eggman is having fun with the other villains. Back at the lair, Amy asks Orbot and Cubot if they can turn off the Bee Bots, but they say they cannot without the security code.
Sonic decides to take care of the infestation, and they do that by trapping all of the Bee Bots in nets and locking them in the cave where Sonic found his mech suit. Just as they think nothing can go wrong, Tails finished his transporter, and prepares to go in for a test run. But a stray Bee Bot enters, and Tails is fused into a Bee Bot-like fox.
At Meh Burger, Amy comments on Meh Burger's food modifications, but Tails appears in his Bee Bot fusion. Everyone else screams, and Sonic asks Tails on what the hell happened. Tails hoped no one would notice. At Tails' lab, Amy suggests going through the transporter again, and Sonic stops Tails and makes a joke about Tails' inventions. Another transporter turns three items into a pie, and the reversing fails. Voices then echo, (possibly the Bee Bots, which of course can apparently talk now that Tails is in the Bee Bot form) telling Tails to join the hive. Tails smashes a table in half, commenting the whole thing is giving Tails a headache.
Meanwhile, Eggman struggles to do a limbo, so he says, Look, over there! A solar eclipse! Everyone looks, but Barker says, Wait a sec! You're not supposed to look directly into a solar eclipse! Then it is revealed Eggman cheated, and everyone laughs.
Back at Tails' lab, Tails is worried that he will be stuck like this forever. News comes up involving an avalanche, so Sonic and company set out. Tails demonstrates his new flying abilities and uses some bullets out from the new Bee Bot twin tails to melt the snow.
Back in town, Amy praises Tails for doing great out there, but now it's time to turn Tails back. Tails refuses, saying he loves being a bee. Sonic wonders where it is coming from. Tails then flies off.
That night, Tails is tormented by a nightmare being chased by Sonic and company, and he gets trapped in the net, and the voices echo again. Tails wakes up.
Later, another day of rescuing is in order for Sonic and company, and Tails refuses to help, so Sonic has to do it. Sonic demands Tails on what was that about, and Sticks reveals that the Bee Bot form is infecting Tails' mind. Tails, deciding to find some friends who understand, flies off.
At the cave, Tails tells the Bee Bots that Tails received the messages and frees them. As they swarm, Tails proclaims himself king of the Bee Bots.
Back at the town, Tails arrives with his Bee Bots, and Amy asks Tails on what is wrong. Tails says that he is now king of the hive, and orders the Bee Bots to attack their captors. Sonic and company fights the Bee Bots, but Tails takes damage. After a while, Sonic and company retreat.
At the Villain Retreat, Sonic tells Eggman about the matter that has been going on, and Eggman at first refuses, but eventually agrees to help. Eggman reprograms the transporter and puts a pie in. It reverts back into the same three ingredients used in the pie. Eggman tells Sonic that he has a plan to lure Tails in.
Sonic, as a sunflower, returns back to Tails, and Tails declares that Sonic will not get away this time, and non-verbally orders the Bee Bots to swoop down. Everyone gets down, and Eggman tells Sonic and company to get smashing, but Amy says they cannot. When Amy mentions that Tails takes damage whether a Bee Bot is destroyed, Eggman says that Tails is connected to the Bee Network, and Tails can be weakened by destroying the Bee Bots (of course, Sonic and company needs to pay for the destroyed Bee Bots but Eggman will send the invoice later). Knuckles says that he likes to resolve conflict with words, but he will do it with his team. Sonic and company fight the Bee Bots again, with each destroyed Bee Bot damaging Tails. Eventually, Tails is defeated and falls to the ground.
Back in the lab, Sonic puts Tails back in the transporter, and Tails is defused with the Bee Bot, which is destroyed by Sticks. Tails wonders what happened, and Sonic learns that Eggman reprogrammed to attack Sonic regardless and then walks away to continue the vacation from where it left off. Sonic is glad to have Tails back, and says that they learned a valuable lesson; Don't turn into a bee or something. The episode then ends.
This episode provides examples of:
- Body Horror: Tails' DNA gets fused with a Bee Bot's as the result of a Bee Bot flying into his Matter Transporter, turning him into a cyborg.
- Bee Afraid: The Bee Bots. In his cyborg form, Tails slowly undergoes a FaceHeel Turn to proclaim himself their king.
- Call-Back: Tommy Thunder from "Tommy Thunder: Method Actor" is one of the victims of the avalanche.
- Evil Is Petty: After Tails is restored to normal, Eggman reveals the Bee Bots would have gone after Sonic regardless if he was dressed as a sunflower; he just dressed the hedgehog up like that to humiliate him.
- Go Look at the Distraction: When Eggman participates in a limbo contest at the villains' retreat, he distracts T.W. Barker, Willy Walrus, and the Weasel Bandit Leader by telling them to look at a solar eclipse, so he can cheat without them looking. Barker looks up at the sun and says, "Wait a sec! You're not supposed to look directly into a solar eclipse!", then sees Eggman cheating by crawling under the limbo stick, which Charlie sees and scolds him for.
- Historical In-Joke: At one point, Eggman tries to distract the other villains by telling them to look at a solar eclipse. This episode was produced around the same time as the 2017 American solar eclipse.
- I Am Not Weasel: Non-mammalian example; Eggman's plan to lure out Tails is to dress Sonic up like a sunflower. Tails keep mistaking Sonic for anything but a sunflower, even after he turned back to normal.Tails (as the king of the Bee Bots): You won't get away this time, you flightless ficus!
Sonic: I'm not a ficus, I'm a sunflower! What kind of bee are you?!
- Mythology Gag: This isn't the first time Tails has become a cyborg.
- Punch-Clock Villain: Eggman and the other villains attend a villain's retreat in this episode.
- Shout-Out: An avalanche is revealed to have happened on the set of Lord of the Things: Return of the Bling.
- Spoof Aesop: This exchange;Sonic: It's great to have you back, Tails. And I think we all learned a valuable lesson today.
Amy: And what lesson was that?
Sonic: I don't know. "Don't turn into a bee" or something?
Knuckles: I say that all the time.